Powers/Abilities: The Brain Leeches are the brains of deceased Xandarians, preserved and modified to serve as living computers aboard Xandarian vessels. They can fly, and possess tendrils which they wrap around their foes to choke them in a fight.

History: (Fantastic Four I#206, 208) - Thoran Rul journeyed into the living brains of the Xandarian computers, and requested guidance from them. The brains imparted some of their power into Thoran, transforming him into the Protector.

(Avengers I#301) - When the Avengers invaded the vessel of the Super-Nova, several dozen Brain Leeches attacked them. Because the Avengers team at that time had not trained together, they fought the creatures as individuals, winning the fight, but only with difficulty. Gilgamesh lost his helmet to one of the Brian Leeches, and was forced to let it go by Captain America. Mr. Fantastic was able to scatter most of the Brain Leeches away by flinging them with his elastic body, but he had the Invisible Woman keep one to study later.

The Brain Leeches were seemingly destroyed when Super-Nova blew up his own ship.